If there is at least one Participating Lender, the relevant Company Party will prepay the respective outstanding Term Loans of each Participating Lender in the aggregate principal amount and of the tranches specified in such Lender’s Discount Range Prepayment Offer at the Applicable Discount; provided that if the Submitted Amount by all Participating offered at a discount to par greater than or equal to the Applicable Discount exceeds the Discount Range Prepayment Amount, prepayment of the principal
Associate Discount: You will receive a 15% discount on merchandise you purchase for yourself and your eligible dependents.
amortization of debt discount or the accretion of principal with respect to a non interest bearing or other discount security;
(1) Subject to the proviso to subsection # above, a Borrower may from time to time solicit Discount Range Prepayment Offers by providing the Auction Agent with three (3) Business Days’ notice in the form of a Discount Range Prepayment Notice; provided that # any such solicitation shall be extended, at the sole discretion of the Borrowers, to each Term Lender and/or each Lender with respect to any Class of Loans on an individual tranche basis, # any such notice shall specify the maximum aggregate principal amount of the relevant Term Loans (the “Discount Range Prepayment Amount”), the tranche or tranches of Term Loans subject to such offer and the maximum and minimum percentage discounts to par (the “Discount Range”) of the principal amount of such Term Loans with respect to each relevant tranche of Term Loans willing to be prepaid by a Borrower (it being understood that different Discount Ranges and/or Discount Range Prepayment Amounts may be offered with respect to different tranches of Term Loans and, in such an event, each such offer will be treated as a separate offer pursuant to the terms of this Section), # the Discount Range Prepayment Amount shall be in an aggregate amount not less than $1,000,000 and whole increments of $500,000 in excess thereof and # each such solicitation by the Borrowers shall remain outstanding through the Discount Range Prepayment Response Date. The Auction Agent will promptly provide each relevant Term Lender with a copy of such Discount Range Prepayment Notice and a form of the Discount Range Prepayment Offer to be submitted by a responding relevant Term Lender to the Auction Agent (or its delegate) by no later than 5:00 p.m., New York time, on the third Business Day after the date of delivery of such notice to the relevant Term Lenders (the “Discount Range Prepayment Response Date”). Each relevant Term Lender’s Discount Range Prepayment Offer shall be irrevocable and shall specify a discount to par within the Discount Range (the “Submitted Discount”) at which such Lender is willing to allow prepayment of any or all of its then outstanding Term Loans of the applicable tranche or tranches and the maximum aggregate principal amount and tranches of such Term Lender’s Term Loans (the “Submitted Amount”) such Term Lender is willing to have prepaid at the Submitted Discount. Any Term Lender whose Discount Range Prepayment Offer is not received by the Auction Agent by the Discount Range Prepayment Response Date shall be deemed to have declined to accept a Discounted Term Loan Prepayment of any of its Term Loans at any discount to their par value within the Discount Range.
If there is at least one Discount Prepayment Accepting Lender, the relevant Company Party will make a prepayment of outstanding Term Loans pursuant to this paragraph (B) to each Discount Prepayment Accepting Lender in accordance with the respective outstanding amount and tranches of Term Loans specified in such Lender’s Specified Discount Prepayment Response given pursuant to subsection (1) above; provided that if the aggregate principal amount of Term Loans accepted for prepayment by all Discount Prepayment Accepting exceeds the Specified Discount Prepayment Amount, such prepayment shall be made pro rata among the Discount Prepayment Accepting in accordance with the respective principal amounts accepted to be prepaid by each such Discount Prepayment Accepting Lender and the Auction Agent (in consultation with such Company Party and subject to rounding requirements of the Auction Agent made in its reasonable discretion) will calculate such proration (the “Specified Discount Proration”). The Auction Agent shall promptly, and in any case within three Business Days
“Specified Discount Prepayment Response” means the irrevocable written response by each Lender, substantially in the form of [Exhibit J], to a Specified Discount Prepayment Notice.
Discounts. Buyer shall be entitled, either directly or through an Affiliate (defined in subsection # below) of Buyer to lake an early payment discount of [ ] (the Daily Base Discount Rate) for each day before the New Due Date that payment is initiated. For example, a discount of [ ] would correspond to payment initiated [ ] early (i.e., [ ] after the Payment Start Date) and a discount of [ ] would correspond to payment initiated [ ] early (i.e., [ ] after the Payment Start Date). Unless otherwise agreed, Buyer agrees not to apply more than [ ] early payment equal to [ ] early payment reduction. The Daily Discount Rate is based on a Prime Rate (defined below) of [ ] (the Base Prime Rate). If the Prime Rate in effect on the last business day of any month exceeds the Base Prime Rate, the Daily Discount rate will be adjusted upward or downward on [ ] fluctuation between the Prime Rate and the Base Prime Rate on such date; provided, however, that if the Prime Rate ever falls below the Base Prime Rate, then the Daily Discount Rate will never fall below [ ]. If the Daily Discount Rate is adjusted on the [ ] as set forth above, then such adjusted Daily Discount Rate will be applicable to all invoices posted for payment during the following month. For purposes of this Section, Prime Rate shall be the Prime Rate as published in the Money Rates section of The Wall Street Journal (or, in the event that such rate is not so published, as published in another nationally recognized publication) on [ ]. For example, if the Prime Rate exceeds the Base Prime Rate by [ ], the Daily Discount Rate for the following [ ] will increase by [ ]. Notwithstanding Buyers obligations in Section 2.2(a), if the Net Due Date falls on a weekend or a holiday, the Net Due Dale will be moved to the next business day (the Reset Net Due Date). If Buyer initiates payment before such Reset Net Due Date and takes an early payment discount as set forth above, Buyer will be entitled to take the early payment discount based upon each day payment is initiated before the Reset Met Due Date. If Buyer and Seller agree that Buyer may lake a fixed-percentage early payment discount (the Flat Discount) whereby Buyer will take the Flat Discount for initiating payment on or before a date certain prior to the Net Due Date or the Reset Net Due Date, if applicable (the Flat Discount Date), e.g., [ ] discount for initiating payment on or before [ ] after the Payment Start Date, and the Flat Discount Date falls on a weekend or a holiday, Buyer shall be entitled to initiate payment to Seller on the next business day following the Flat Discount Date and take the Flat Discount as if it initiated payment on the Flat Discount Date. Each discount will be rounded to the nearest one hundredth of a percent. Notwithstanding anything to the contrary in this Order, if Buyer elects to take the early payment discount to settle an invoice, Seller acknowledges and confirms that: # title to the goods and services shall pass directly to General Electric Capital Corporation (GE Capital) in accordance with the terms of this Order; # once title to the goods and services has passed to GE Capital, GE Capital shall immediately and directly transfer such title to Buyer; and # any and all of the obligations, including representations and warranties Seller has provided with respect to the goods and services, shall be retained by Buyer, and Buyer may rely upon the same.
“OID” means original issue discount.
amortization of original issue discount;
Stock Warrant No Original Discount
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